Southwest Airlines 2011 Annual Report Download - page 127

Securities Authorized for Issuance under Equity Compensation Plans
The following table provides information as of December 31, 2011, regarding compensation plans
(including individual compensation arrangements) under which equity securities of the Company are authorized
for issuance.
Equity Compensation Plan Information
Plan Category
Number of Securities
to be Issued Upon
Exercise of
Outstanding
Options,
Warrants, and
Rights
(a)
Weighted-Average
Exercise Price of
Outstanding Options,
Warrants, and
Rights*
(b)
Number of Securities
Remaining Available for
Future Issuance Under
Equity Compensation
Plans (Excluding
Securities Reflected
in Column (a))
(c)
Equity Compensation Plans Approved by
Security Holders ...................... 17,507,491(1) $13.51(2) 17,506,712(3)
Equity Compensation Plans not Approved by
Security Holders ...................... 31,757,107 $14.38 5,459,402
Total .................................. 49,264,598 $14.07(2) 22,966,114
* As adjusted for stock splits.
(1) Includes 15,867,459 shares of common stock issuable upon exercise of outstanding stock options and
1,640,032 restricted share units settleable in shares of the Company’s common stock. The options
and the restricted share units were issued under the Company’s 2007 Equity Incentive Plan.
(2) The weighted-average exercise price does not take into account the restricted share units discussed in
footnote (1) above because the restricted share units do not have an exercise price upon vesting.
(3) Of these shares, (i) 5,024,093 shares remained available for issuance under the Company’s
tax-qualified employee stock purchase plan; and (ii) 12,482,619 shares remained available for
issuance under the Company’s 2007 Equity Incentive Plan in connection with the exercise of stock
options and stock appreciation rights, the settlement of awards of restricted stock, restricted stock
units, and phantom shares, and the grant of unrestricted shares of common stock; however, no more
than 866,973 shares remain available for grant in connection with awards of unrestricted shares of
common stock, stock-settled phantom shares, and awards to non-Employee members of the Board.
These shares are in addition to the shares reserved for issuance pursuant to outstanding awards
included in column (a).
See Note 15 to the Consolidated Financial Statements for information regarding the material features of the
above plans. Each of the above plans provides that the number of shares with respect to which options may be
granted, the number of shares of common stock subject to an outstanding option, and the number of restricted
share units granted shall be proportionately adjusted in the event of a subdivision or consolidation of shares or
the payment of a stock dividend on common stock, and the purchase price per share of outstanding options shall
be proportionately revised.
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by this Item 13 will be set forth under the heading “Certain Relationships and
Related Transactions, and Director Independence” in the Proxy Statement for the Company’s 2012 Annual
Meeting of Shareholders and is incorporated herein by reference.
Item 14. Principal Accounting Fees and Services
The information required by this Item 14 will be set forth under the heading “Relationship with
Independent Auditors” in the Proxy Statement for the Company’s 2012 Annual Meeting of Shareholders and is
incorporated herein by reference.
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